Southampton required a penalty shoot out to see off the challenge of Torquay in the second round of the Johnstone's Paint Trophy.

The kicks took place in front of the Northam End with Saints going first. All five penalties from the hosts were successfully converted. Kelvin Davis kept out Kevin Nicholson's effort to put Alan Pardew's side on course for victory which was sealed by Paul Wotton's effort from12 yards out.

The match finished 2-2 after 90 minutes with the visitors racing into a two goal lead before Saints clawed their way back into the game thanks to two strikes from Papa Waigo N'Diaye to take it to a shoot out.

Saints: Davis, James, Thomas, Perry, Harding, Wotton, Hammond, Gillett (Saganowski 46), N'Diaye, Antonio (Mills 46), Lambert. Subs (not used): Bialkowski, Lancashire, Paterson.

Torquay: Bevan, Nicholson, Ellis, Robertson, Mansell, Sills, Benyon, Rendell (Carlisle 70), Wroe, Thompson, Charnock (Stevens 70). Subs (not used): Todd, Williams, Mills.

Referee: Mr. T. Kettle

Attendance: 9,319

Saints kicked off towards the Northam End in drizzly conditions at St. Mary's. The stand behind former Saint Scott Bevan's goal was packed out by a large vocal support clearly not put off by the early start time.

Michail Antonio was keen to make his mark early on as he made inroads towards the Gulls back line, but it was form striker Rickie Lambert who had the best of the opening chances in the game. His near post header was kept out by Bevan and then a low shot was well held by the former Saints stopper.

Antonio picked out Papa Waigo in the sixth minute with a low ball from the right which the man on loan from Fiorentina couldn't quite get under his control as he went in on goal.

As the rain began to fall more heavily inside the St. Mary's, N'Diaye tried his luck with a ninth minute effort which flew just wide of the far post after he had collected Gillett's pass on the left of the area.

Once conditions had settled down the visitors enjoyed their best spell of the game and on 21 minutes they stunned Alan Pardew's side. A looping long throw from left back Kevin Nicholson escaped Davis' clutches and fell into the net off the back of Gulls captain Tim Sills.

The goal saw Torquay grow in confidence as they became more adventurous in attack.

Paul Buckle's side were then forced to defend as they managed to scrap the ball clear from a Saints corner which bounced around inside the six yard area. From the clearance, Lloyd James collected the first booking of the game as he slid through on forward Elliot Benyon.

Ten minutes before the break Lambert almost conjured something up from nothing as he shot on the turn, but his effort was deflected on its way out for a corner.

A swift counter-attack then set Saints even further back as midfielder Tyrone Thompson broke through and rounded Davis before rather easily going down inside the box to earn the visitors a penalty.

The Saints 'keeper was booked for the foul and former Barnsley midfielder Nicky Wroe stepped up to place a firm spot kick down the middle to make it 2-0.

On the stroke of half time Papa Waigo struck a low goal bound shot which was deflected out of play for a corner as Saints were left frustrated in their continued search for a way into the match.

Half Time: Saints 0-2 Torquay United

Alan Pardew made a double switch at the break as Marek Saganowski and Joseph Mills replaced Gillett and debutant Antonio with the formation changing to a rigid 4-4-2.

Lambert won a free-kick 25 yards from goal on 49 minutes which he stepped up to take himself, but the Liverpudlian forward's effort narrowly flew over the crossbar.

A vociferous home crowd continued to back Saints, who had to soak up some further pressure from the visitors before they got into their rhythm going forward again even though the swirling winds were hampering many forays forward.

The breakthrough arrived on 58 minutes when a free-kick from Dan Harding on the left was headed back across the area by Lambert to the feet of Hammond. The former Colchester captain struck a low shot which N'Diaye was on hand to force home from close range to reduce the deficit.

Saints increased the tempo in attack and flooded their opponents half in number but the Gulls held firm until Papa Waigo popped up again to finish by showing some neat control before pushing the ball home inside the six yard box to square things up after 68 minutes.

The hosts survived a scare just two minutes after the equaliser though as Wroe tried an audacious effort from inside his own half which had Davis backpedaling towards his own goal. The captain was just able to see the ball past the post but collided with the upright for his troubles which saw him require some treatment from the physio before he returned to the action.

Wayne Thomas glanced a header just wide of the left post inside the last quarter of an hour from Harding's free-kick as Saints sensed a comeback, with Paul Wotton the next to try his luck from distance which was deflected out for a corner.

Alan Pardew's side were let off with ten minutes on the clock as Thompson found a way through the middle again for the visitors. He put Benyon through one-on-one with Davis, but the former Bristol City striker scuffed his shot wide of the left post when he ought to have done better.

The Gulls survived at the other end though moments later, as Chris Perry crashed a close range header off the crossbar from a corner on the left from Lloyd James.

As the prospect of a penalty shoot-out loomed large, Torquay defender Mark Ellis powered a header over from a corner.

The fourth official signaled four additional minutes for stoppages during which time the Gulls had numerous chances from throw-ins inside their opponents half but could do nothing with them, so the match headed for spot kicks where Saints came out on top.

Saints 2-2 Torquay United (5-3 on penalties)

Penalties list:

Lambert 1-0
Wroe 1-1
N'Diaye 2-1
Robertson 2-2
James 3-2
Nicholson (saved) 3-2
Mills 4-2
Mansell 4-3
Wotton 5-3